EXHIBIT 32.2

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002



In connection with the Annual Report of CompassLearning, Inc. on Form 10-K for
the year ended December 31, 2003 as filed with the Securities and Exchange
Commission on the date hereof (the "Report"), I, Martin E. Kenney, Jr., certify,
pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the
Sarbanes-Oxley Act of 2002, that:

         (1) Based on the officer's knowledge, the Report fully complies with
             the requirements of section 13(a) or 15(d) of the Securities
             Exchange Act of 1934; and

         (2) Based on the officer's knowledge, the information contained in the
             Report fairly presents, in all material respects, the financial
             condition and results of operation of CompassLearning, Inc.


/s/ Martin E. Kenney, Jr.


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Martin E. Kenney, Jr.
Chief Executive Officer